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Item 1.01.
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Entry into a Material Definitive Agreement.
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Amendments to Credit Agreements
On January 9, 2020, McDermott International, Inc., a Panamanian corporation (“McDermott”), McDermott Technology (Americas), Inc. (“MTA”), McDermott Technology (US), Inc. (“MTUS”) and McDermott Technology, B.V. (“MTBV”), each a wholly owned subsidiary of McDermott, as co-borrowers, and various other subsidiaries, as guarantors (the “Guarantors”), entered into Amendment No. 3 (the “Credit Agreement Amendment”) to the Credit Agreement, dated May 10, 2018 (as amended, the “Credit Agreement”), by and among MTA, MTUS and MTBV, as co-borrowers, McDermott, as a guarantor, the Guarantors, a syndicate of lenders and letter of credit issuers, Barclays Bank PLC, as administrative agent for the term facility under the Credit Agreement, and Crédit Agricole Corporate and Investment Bank, as administrative agent for the other facilities under the Credit Agreement.
Also, on January 9, 2020, McDermott, as a guarantor, and MTA, MTUS and MTBV, as co-applicants, and the Guarantors, entered into Amendment No. 3 (the “LC Agreement Amendment”) to the Letter of Credit Agreement dated October 30, 2018 (as amended, the “Letter of Credit Agreement”), by and among McDermott, as guarantor, MTA, MTUS and MTBV, as co-applicants, and the Guarantors.
The Credit Agreement Amendment:
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amends the events of default to provide that, through January 21, 2020, the acceleration of MTA’s and MTUS’ 10.625% Senior Notes due 2024 (the “Senior Notes”) will not constitute an event of default; and
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amends the Credit Agreement to allow ordinary course auto-renewals of letters of credit despite any acceleration, bankruptcy, or other event of default.
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Like the Credit Agreement Amendment, the LC Agreement Amendment:
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amends the events of default to provide that, through January 21, 2020, the acceleration of the Senior Notes will not constitute an event of default; and
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amends the Letter of Credit Agreement to allow ordinary course auto-renewals of letters of credit despite any acceleration, bankruptcy, or other event of default.
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The foregoing descriptions of the Credit Agreement Amendment and the LC Agreement Amendment are qualified in their entirety by reference to the full text of the Credit Agreement Amendment and the LC Agreement Amendment, copies of which are filed hereto as Exhibits 10.1 and 10.2, respectively, to this report and are incorporated herein by reference.
Amendment to Superpriority Credit Agreement
On January 9, 2020, McDermott, as a guarantor, and MTA, MTUS and MTBV, as co-borrowers entered into Amendment No. 2 (the “Superpriority Amendment”) to the superpriority senior secured credit agreement, dated October 21, 2019 (as amended, the “Superpriority Credit Agreement”), with a syndicate of lenders and letter of credit issuers (collectively, the “Superpriority Lenders”), Barclays Bank PLC, as administrative agent for the Term Facility (as defined in the Superpriority Credit Agreement), and Crédit Agricole Corporate and Investment Bank, as administrative agent for the LC Facility (as defined in the Superpriority Credit Agreement).